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Contract- Village of Biscayne ParkAGREEMENT FOR MEDIAN MANTENANCE SERVICES UNDER RFP No. 2011 -01 THIS AGREEMENT made and entered into the day of 2011, by and between: VILLAGE OF BISCAYNE PARK, FLORIDA a municipal corporation 640 NE 114 Street Biscayne Park, Florida 33161 (hereinafter referred to as "VILLAGE ") AND GROUNDKEEPERS, INC. a Florida corporation 8004 NW 154TH Street, Suite 330 Miami Lakes, Florida 33016 (hereafter referred to as "CONTRACTOR ") WHEREAS, on January 28, 2011, the VILLAGE sent out an Invitation to Bid for median maintenance services and received seven (7) responses; and, WHEREAS, CONTRACTOR was found to be the lowest bidder that completed the Invitation to Bid package; and, WHEREAS, funding will be provided through the general revenue fund of the VILLAGE, through the budgeted dollars in the Public Works Department's budget under "Summer Mowing," under the Road Fund budget under "Road Materials ", and state sends the Village of Biscayne Park $3,980.00 annually for 6th avenue median maintenance; and, WHEREAS, the Village Manager has negotiated with GROUNDKEEPERS as to the terms of the agreement with CONTRACTOR and the Commission has found it to be in the best interests of the residents of the VILLAGE to have CONTRACTOR perform median maintenance services; and, NOW, THEREFORE, in consideration of the benefits provided by CONTRACTOR to the citizens of the Village of Biscayne Park and the covenants and conditions herein expressed and the faithful performance of all such covenants and conditions, the parties agree as follows: Section 1. WHEREAS CLAUSES. 1.01 The above recitals are true and correct and are incorporated herein. Page 1 of 13 VILLAGE E CONTRACTOR Section 2. SCOPE OF SERVICES 2.01 CONTRACTOR hereby agrees to perform and provide the equipment, materials and labor necessary for the median maintenance services as identified in the Median Maintenance Services Plan attached hereto and incorporated herein as Exhibit "A ". 2.02 The median maintenance services would commence in the month of April 2011, on a bi- monthly basis through November, and a monthly service schedule for the months of December through March. There is an anticipated cost to the VILLAGE of an estimated amount of $21,048.00 annually, ($877.00, per service), which service is not to exceed 24 services a year at $877.00, per service. If less services are provided the total amount paid shall be paid according to the per service listing herein. 2.03 The VILLAGE shall pay the- CONTRACTOR the contract amount(s) as provided above in section 2.02. The amount shall be either a fixed price or shall be based on agreed charges for time and materials for an amount not to exceed the stated fixed amount. The amount to be paid shall be stated in the task order authorizing the work. 2.03 VILLAGE and CONTRACTOR acknowledge that the services to be provided pursuant to this Agreement shall commence upon the approval of the VILLAGE Commission. 2.04 Concerning Subcontractors. The CONTRACTOR will not employ any Subcontractor, against whom the VILLAGE may have reasonable objection, nor will the CONTRACTOR be required to employ any Subcontractor who has been accepted by the VILLAGE, unless the VILLAGE determines that there is good cause for doing so. a. The CONTRACTOR shall be fully responsible for all acts and omissions of his Subcontractors and of persons and organizations directly or indirectly employed by him and of persons and organizations for whose acts any of them may be liable to the same extent that they are responsible for the acts and omissions of persons directly employed by them. Nothing in the Agreement Documents shall create any contractual relationship between VILLAGE and any Subcontractor or other person or organization having a direct contract with CONTRACTOR, nor shall it create any obligation on the part of VILLAGE to pay or to see to payment of any persons due subcontractor or other person or organization, except as may otherwise be required by law. VILLAGE may furnish to any Subcontractor or other person or organization, to the extent practicable, evidence of amounts paid to the CONTRACTOR on account of specified Work done in accordance with the schedule values. b. The CONTRACTOR agrees to bind specifically every Subcontractor to the applicable terms and conditions of the Agreement Documents for the benefit of the VILLAGE. C. All Work performed for the CONTRACTOR by a Subcontractor shall be pursuant to an appropriate agreement between the CONTRACTOR and the Subcontractor. Page 2 of 13 VILLAGE CONTRACTOR d. The CONTRACTOR shall be responsible for the coordination of the trades, Subcontractors and material men engaged upon their Work. The CONTRACTOR shall cause appropriate provisions to be inserted in all subcontracts relative to the Work to bind Subcontractors to the CONTRACTOR by the terms of this Agreement insofar as applicable to the Work of Subcontractors, and give the CONTRACTOR the same power as regards to terminating any subcontract that the VILLAGE may exercise over the CONTRACTOR under any provisions of the Agreement Documents. ii. The VILLAGE will not undertake to settle any differences between the CONTRACTOR and their Subcontractors or between Subcontractors. If any Subcontractor on the Project proves to be incompetent or otherwise unsatisfactory, they shall be promptly replaced by the CONTRACTOR if and when directed by the VILLAGE in writing. 2.05 Safety And Protection. The CONTRACTOR will be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. They will take all necessary precautions for the safety of, and will provide the necessary protection to prevent damage, injury or loss to: All employees and other persons, who may be affected thereby, and All the Work and all materials or equipment whether in storage on or off the site. The CONTRACTOR will designate a responsible member of their organization at the site whose duty shall be the prevention of accidents. This person shall be the CONTRACTOR's Superintendent unless otherwise designated in writing by the CONTRACTOR to the VILLAGE. 2.06 Emergencies. In emergencies affecting the safety of persons or the Work or property at the site or adjacent thereto, the CONTRACTOR, without special instruction or authorization from the VILLAGE, is obligated to act, at his discretion, to prevent threatened damage, injury or loss. He will give the VILLAGE prompt written notice of any significant changes in the Work or deviations from the Agreement Documents caused thereby. If the CONTRACTOR believes that additional Work done by him in an emergency which arose from causes beyond his control entitles him to an increase in the Agreement Price or an extension of the Agreement Time as provided in the Agreement documents. 2.07 Equipment. All equipment shall be maintained in an efficient and safe operating condition while performing work under the agreement. Additionally, all equipment used must be clean and free of contaminants to avoid the transferring of diseases between plants. Equipment shall have all proper safety devices required by law, properly maintained and in use at all times. If equipment does not contain proper safety devices and/or is being operated in an unsafe manner, the VILLAGE may direct the CONTRACTOR to remove such equipment and /or the operator until the deficiency is corrected to the satisfaction of the VILLAGE. The CONTRACTOR shall be solely responsible and liable for injury to persons, and /or property damage caused by operation of the equipment. All equipment must be maintained in sound working condition in order not to exceed comfortable decibel levels. Page 3 of 13 VILLAGE CONTRACTOR Section 3. FORCE MAJEURE. 3.01 The performance of any act by the VILLAGE or CONTRACTOR hereunder may be delayed or suspended at any time while, but only so long as, either party is hindered in or prevented from performance by acts of God, the elements, war, rebellion, strikes, lockouts or any cause beyond the reasonable control of such party, provided however, the VILLAGE shall have the right to provide substitute service from third parties or VILLAGE forces and in such event the VILLAGE shall withhold payment due CONTRACTOR for such period of time. If the condition of force majeure exceeds a period of 14 days the VILLAGE may, at its option and discretion, cancel or renegotiate this Agreement. Section 4. CONSIDERATION 4.01 VILLAGE agrees to compensate CONTRACTOR for the services performed by CONTRACTOR in the amount of $877.00, per service, with no more than 24 services a year, with a total estimated annual contract amount of $21,048.00, upon completion of the work specified in Section 2 above in a satisfactory manner as determined by the VILLAGE's Public Works Director and VILLAGE Manager. 4.02 An agreement is contemplated for a three year period. 4.03 Upon award of the agreement to the CONTRACTOR under the VILLAGE's RFP 2011- 01, the prices quoted by the CONTRACTOR on the Bid Form shall remain fixed and firm during the term of this agreement; provided however, that the CONTRACTOR may offer incentive discounts from this fixed price to the VILLAGE at any time during the contractual term. 4.04 Method of Billing and Payment. (a) CONTRACTOR shall submit an invoice, together with a status report, showing work completed on the project. The invoice, together with the status report shall be submitted to Ana Garcia, VILLAGE Manager, VILLAGE of Biscayne Park, 640 NE 114 Street, Biscayne Park, Florida 33161, on a monthly basis by a task/work order basis. (b) VILLAGE will make its best efforts to pay CONTRACTOR within thirty (30) calendar days of receipt of invoice the total shown to be due on such invoice provided that the commensurate work has been performed satisfactorily. Section 5. INSURANCE 5.01 Prior to commencing work, CONTRACTOR shall provide VILLAGE with certified copies of all insurance policies providing coverage as required. 5.02 CONTRACTOR shall secure and maintain, at its own expense, and keep in effect during the full period of the Agreement a policy or policies of insurance, which must include the following coverages and minimum limits of liability: Page 4 of 13 VILLAGE CONTRACTOR , LP (a) Professional Liability Insurance in an amount not less than $1,000,000 per occurrence. (b) Worker's Compensation and Employer's Liability Insurance for all employees of CONTRACTOR engaged in work under the Agreement in accordance with the laws of the State of Florida. CONTRACTOR shall agree to be responsible for the employment, control and conduct of its employees and for any injury sustained by such employees in the course of their employment. (c) Comprehensive General Liability Insurance with the following minimum limits of liability: $1,000,000.00 Combined Single Limit, Bodily Injury and Property Damage Liability per occurrence Coverage shall specifically include the following minimum limits not less than those required for Bodily Injury Liability and Property Damage: $1,000,000.00 Combined Single Limit, Bodily Injury and Property Damage Liability per occurrence (1) Premises and Operations; (2) Independent Contractors; (3) Products and Completed Operations; (4) Broad Form Property Damage; (5) Broad Form Contractual Coverage applicable to the Agreement and specifically confirming the indemnification and hold harmless agreement in the Agreement; (6) Personal Injury Coverage with employment and contractual exclusions removed and deleted; and (d) Comprehensive Automobile Liability Insurance for all owned, non -owned and hired automobiles and other vehicles used by CONTRACTOR in the performance of the work with the following minimum limits of liability: $300,000.00 Combined Single Limit, Bodily Injury and Property Damage Liability per occurrence 5.03 ALL LIABILITY INSURANCE POLICIES SHALL SPECIFICALLY PROVIDE THAT THE VILLAGE OF BISCAYNE PARK IS AN ADDITIONAL INSURED WITH RESPECT TO THE REQUIRED COVERAGES AND THE OPERATIONS OF THE Page 5 of 13 VILLAGE CONTRACTOR CONTRACTOR UNDER THE AGREEMENT. Insurance companies selected must be acceptable to VILLAGE. All of the policies of insurance so required to be purchased and maintained shall contain a provision or endorsement that the coverage afforded shall not be canceled, materially changed or renewal refused until at least thirty (30) calendar days written notice has been given to VILLAGE by certified mail. 5.04 The required insurance coverage shall be issued by an insurance company duly authorized and licensed to do business in the State of Florida with the following minimum qualifications in accordance with the latest edition of A.M. Best's Insurance Guide: Financial Stability B+ to A+ 5.05 CONTRACTOR is required to submit a list of claims presently outstanding against their professional liability coverage. This information must be provided by and signed by the agent of the insurance carrier. If no outstanding claims exist, a statement of this fact must be provided by and signed by the agent of the insurance carrier. Section 6. INDEMNIFICATION 6.01 General Indemnification_ CONTRACTOR shall indemnify, save and hold harmless VILLAGE, its officers, agents and employees, from any and all damages, losses, liabilities and costs, including but not limited to, reasonable attorneys' fees, to the extent caused by the negligence, recklessness or intentionally wrongful conduct of CONTRACTOR or his subcontractors, agents, officers, employees or independent contractors pursuant to the Agreement, specifically including but not limited to those caused by or arising out of any act, omission, negligence or default of CONTRACTOR and /or his subcontractors, agents, servants or employees in the provision of the services under the Agreement. 6.02 Patent And Copyright Indemnification: CONTRACTOR agrees to indemnify, save and hold harmless VILLAGE, its officers, agents and employees, from all claims, damages, losses, liabilities and expenses arising out of any alleged infringement of copyrights, patent rights and /or the unauthorized or unlicensed use of any material, property or other work in connection with the performance of the Agreement. 6.03 Nothing in this Agreement will be construed to affect in any way the VILLAGE's rights, privileges, and immunities, including the monetary limitations of liability set forth in Section 768.28 of the Florida Statutes. The provisions of this Section will survive the termination or expiration of this Agreement. Section 7. WARRANTIES OF QUALITY AND CONDITION 7.01 CONTRACTOR represents and warrants that all work will be performed in accordance with professional "workmanlike" standards and free from defective or inferior materials and workmanship for one (1) year after the date of final acceptance by the VILLAGE. 7.02 CONTRACTOR represents and warrants that the materials used are not currently known Page 6 of 13 VILLAGE CONTRACTOR to be harinful to public health and safety. 7.03 If within one (1) year the VILLAGE observes any breach of warranty described in this Section that is curable by the CONTRACTOR, the CONTRACTOR shall, at the request of the VILLAGE, cure the breach promptly, satisfactorily and consistent with professional lawn maintenance standards, at no expense to the VILLAGE. The VILLAGE shall give notice to the CONTRACTOR of such breach with reasonable promptness. 7.04 If within one (1) year the VILLAGE observes a breach of warranty described in this Section that is not curable by CONTRACTOR, the CONTRACTOR is responsible for reimbursing the VILLAGE for damages, expenses and loss incurred by the VILLAGE as a result of the breach. However, if the CONTRACTOR disclosed the risk of this breach in the Proposal and the VILLAGE accepted that it may occur, it shall not be deemed a breach for purposes of this Section of this Agreement. Section 8. TERMINATION 8.01 At Will Termination. This Agreement is terminable by either VILLAGE or CONTRACTOR at any time on thirty (30) days written notice to the other party as provided in Section 19 below. 8.02 As CONTRACTOR will be providing services to the VILLAGE for the first time and to ensure that the VILLAGE is completely satisfied with services to be provided, CONTRACTOR, shall be subject to a "probationary" or "trial period ", to wit: the VILLAGE, during the first 90 days of the agreement, upon providing five (5) days prior notice of any concerns, defects, deficiencies, or defaults under the scope of services, may terminate this agreement without having to comply with section 8.01. After the 90 day period, the termination provisions of section 8.01, shall apply, as the "trial period" shall have been successfully completed. 8.03 Termination For Lack Of Funds. Not withstanding any other provisions of the contract, if the funds anticipated by the VILLAGE for the for the payment of work under this contract are at any time not forthcoming, through the failure of the VILLAGE to appropriate funds, the failure of Miami -Dade County, the Florida Legislature, or the U.S. Congress to appropriate funds, or the refusal of the administrative branch of the federal or county government to release funds, or due to any other reason for the unavailability of funds in succeeding fiscal years, or the discontinuance or material alteration of the program under which funds are to be provided, the VILLAGE shall have the right to terminate the contract without penalty by giving not less than 10 days written notice of the lack of available funding. In the event the VILLAGE declines to appropriate funds for payment of the contract for future fiscal years, CONTRACTOR shall be paid for work performed under the contract with funds that are appropriated for the current fiscal year. The liability of the VILLAGE to CONTRACTOR shall be limited to the obligation to budget and appropriate funds for work performed during the current fiscal year. For any portion of the work that is funded by county, state or federal appropriations or grants, the liability of the VILLAGE to CONTRACTOR shall be limited to payment for services when payment is received by the VILLAGE from the county, state or federal authority. The VILLAGE shall Page 7 of 13 VILLAGE (9—ONTRACTOR submit all required documents requesting payment within a reasonable time. The VILLAGE shall not be liable to CONTRACTOR for work performed in the event that payment is not received by the VILLAGE from a county, state or federal funding authority. This is a pay -when- paid clause. Section 9. RECORDS AND AUDIT 9.01 VILLAGE reserves the right to audit the records of CONTRACTOR relating to this Agreement at any time during the performance and term of the Agreement and for a period of three (3) years after completion and acceptance by VILLAGE. If required by VILLAGE, CONTRACTOR shall agree to submit to an audit by an independent certified public accountant selected by VILLAGE. CONTRACTOR shall allow VILLAGE to inspect, examine and review the records of CONTRACTOR at any and all times during normal business hours during the term of this Agreement. Section 10. INDEPENDENT CONTRACTOR 10.01 It is understood and agreed that CONTRACTOR is and shall remain an independent contractor with respect to the services being performed by CONTRACTOR pursuant to this Agreement and shall not, for any purpose, be deemed an employee of VILLAGE. Section 11. CONFLICT OF INTEREST 11.01 CONTRACTOR covenants that no person under its employ who presently exercises any functions or responsibilities in connection with this Agreement has any personal financial interests, direct or indirect, with VILLAGE. CONTRACTOR further covenants that, in the performance of this Agreement, no person having such conflicting interest shall be employed. Any such interests, on the part of CONTRACTOR or its employees, must be disclosed in writing to VILLAGE. 11.02 CONTRACTOR is aware of the conflict of interest laws of the Municipal Code of the VILLAGE of Biscayne Park, Dade County and the State of Florida, Chapter 112, Florida Statutes (2004), as amended, and agrees that it will fully comply in all respects with the terms of said laws. 11.03 CONTRACTOR warrants that it has not employed or retained any person employed by VILLAGE to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay, any public official or person employed by VILLAGE any fee, commission, percentage, brokerage fee or gift of any kind, contingent upon or resulting from the award of this privilege. Page 8 of 13 VILLAGE CONTRACTOR Section 12. ASSIGNMENT 12.01 This is a services Agreement whereby VILLAGE has expressly retained CONTRACTOR. This Agreement is not assignable or transferable in whole or in part without the prior expressed written consent of VILLAGE which consent can be arbitrarily withheld. Section 13. COMPLIANCE WITH LAWS 13.01 CONTRACTOR shall comply with all statutes, laws, ordinances, rules, regulations and lawful orders of the United States of America, State of Florida, VILLAGE of Biscayne Park and of any other public authority, which may be applicable to this Agreement. Where CONTRACTOR is required to enter or go onto VILLAGE property to deliver materials or perform work or services as a result of a bid award, the CONTRACTOR will assume the full duty, obligation and expense of obtaining all necessary licenses, permits and insurance and assure all work complies with all applicable Miami -Dade County and VILLAGE of Biscayne Park requirements. The CONTRACTOR shall be liable for any damages or loss to the VILLAGE occasioned by negligence of the CONTRACTOR (or agent) or any person the CONTRACTOR has designed in the completion of the agreement as a result of his or her bid. 13.02 Non - Discrimination. In the providing of security guard services, CONTRACTOR, its employees, agents, volunteers, and any parties under the direction or control of CONTRACTOR may not discriminate against any person on the basis of sex, age, race, color, religion, ancestry, national origin, physical handicap or sexual orientation by refusing to furnish to such person any accommodation, facility, service or privilege offered to or enjoyed by the general public. In the performance of this Agreement, CONTRACTOR, its employees, agents, volunteers, and any parties under the control or direction of CONTRACTOR may not discriminate against any employee or applicant for employment on the basis of sex, age, race, color, religion, ancestry, national origin, physical handicap, or sexual orientation. 13.03 Shannon Melendi Act. The CONTRACTOR shall comply with the "Shannon Melendi Act of Miami -Dade County ", Ordinance 08 -07, which is incorporated by reference for the purpose of conducting background investigations for all principals, members, employees, and /or volunteers or participants ( "Volunteers ") associated with the operational activities for the CONTRACTOR. Required background investigations shall be completed in accordance with the Act. 13.04 Public Entities Crime Statement A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in section 287.017, F.S. for category two for a period of 36 months from the date of being placed on the convicted vendor list. CONTRACTOR affirms compliance with this requirement for the duration of the underlying Agreement. If at any time during the contract Page 9 of 13 VILLAGE CONTRACTOR period, CONTRACTOR is convicted of a public entity crime, the CONTRACTOR's contract shall immediately terminate. Section 14. VENUE 14.01 Any claim, objection or dispute arising out of the terms of this Agreement shall be litigated in the Eleventh Judicial Circuit in and for Dade County, Florida and the prevailing party to any resultant judgment shall be entitled to an award of all reasonable attorney's fees, paralegal expenses, interest and court costs incurred by such prevailing party against the losing party including reasonable appellate attorney's fees, interest and taxable costs. 14.02 The VILLAGE and the CONTRACTOR knowingly, irrevocably voluntarily and intentionally waive any right either may have to a trial by jury in State or Federal Court proceedings in respect to any action, proceeding, lawsuit or counterclaim based upon the Agreement Documents or the performance of the Work there under. Section 15. GOVERNING LAW 15.01 The validity, construction and effect of this Agreement shall be governed by the laws of the State of Florida. Section 16. INSOLVENCY 16.01 In the event that either party shall become insolvent, make a general assignment for the benefit of creditors, suffer or permit the appointment of a receiver for its business or its assets or shall avail itself of, or become subject to, any proceeding under the Federal Bankruptcy Act or any other statute of any state relating to insolvency or the protection of rights of creditors, or become subject to rehabilitation, then, at the option of the other party and immediately upon written notice, this Agreement shall terminate and be of no further force and effect. Section 17. ENTIRE AGREEMENT 17.01 This Agreement contains the entire understanding of the parties relating to the subject matter hereof superseding all prior communications between the parties whether oral or written, and this Agreement may not be altered, amended, modified or otherwise changed nor may any of the terms hereof be waived, except by a written instrument executed by both parties. The failure of a party to seek redress for violation of or to insist on strict performance of any of the covenants of this Agreement shall not be construed as a waiver or relinquishment for the future of any covenant, term, condition or election but the same shall continue and remain in full force and effect. Section 18. SEVERABILITY 18.01 Should any part, term or provision of this Agreement be by the courts decided to be illegal or in conflict with any law of the State, the validity of the remaining portions or provisions shall not be affected thereby. Page 10 of 13 VILLAGE A/DCONTRACTOR Section 19. NOTICES 19.01 All notices or other communications required or permitted under this Agreement shall be in writing and given by either hand delivery, registered/certified mail, return receipt requested or overnight courier to: VILLAGE: Ana M. Garcia, Village Manager Village of Biscayne Park 640 NE 114 Street Biscayne Park, Florida 33161 CONTRACTOR: Andrew Gonzalez, President Groundkeepers, Inc. 8004 NW 154TH Street, Suite 330 Miami Lakes, Florida 33016 Section 20. THIRD PARTIES 20.01 Neither the CONTRACTOR nor VILLAGE intends to directly or substantially benefit a third party by this Agreement. Therefore, the parties agree that there are no third party beneficiaries to this Agreement and that no third -party shall be entitled to assert a claim against either of them based upon this Agreement. Section 21. MISCELLANEOUS 21.01 It is further expressly understood and agreed that no real or personal property is leased to CONTRACTOR and that CONTRACTOR shall comply with each and all of the undertakings, provision, agreements, covenants, stipulations and conditions contained herein. 21.02 This Agreement may be signed in two or more counterparts, each of which constitutes the agreement of the parties and each of which will be treated as an original. 21.03 All terms, conditions, covenants and obligations of VILLAGE and CONTRACTOR hereunder shall survive the termination or expiration of this Agreement as necessary and appropriate for such parties to fulfill their obligations that accrued during the Term of this Agreement. 21.04 CONTRACTOR and its agents, employees or volunteers shall not be permitted to consume or otherwise possess any alcoholic beverages, tobacco products or other such products as determined by the VILLAGE, during scheduled security guard services. 21.05 In the event a court must interpret any word or provision of this agreement, the word or provision shall not be construed against either party by reason of drafting or negotiating this agreement. Page 11 of 13 _k VILLAGE CONTRACTOR IN WITNESS WHEREOF, the VILLAGE OF BISCAYNE PARK and GROUNDKEEPERS, INC., have caused these presents to be executed in their respective names by the proper officials the day and year first above written. ATTEST: Maria Camara, Village Clerk Approved as to form: John J. Hearn, Village Attorney State of Florida ) County of Miami -Dade ) VILLAGE OF BISCAYNE PARK, FLORIDA a municipal corporation, organized and existing under the'laws of the State of Florida LION Roxanna Ross, Mayor The foregoing instrument was acknowledged before me, the undersigned Notary Public in and for the State of Florida, on this, the day of 2010 by Roxanna Ross and Maria Camara, Mayor and Village Clerk, respectively, who are personally known to me or provided as identification. Notary Public, State of Florida Page 12 of 13 VILLAGE CONTRACTOR woo Byer ` 1, Andrew Gonzalez, President State of Florida ) County of Miami -Dade) On this, the J-1 day of , 2011, before me, the undersigned Notary Public of the State of Florida, the foregoing instrument was acknowledged by Andrew Gonzalez, President of Groundkeepers, Inc., a Florida corporation, on behalf of the corporation, who is personally known t - -- -= or provided as identification. Notary Publyc, State Page 13 of 13 =o40Y'4 Notary public State of Florida Greny Diaz o< My Commission DDS54372 I or *%.oa Expires 04/07 /2013 VILLAGE CONTRACTOR